With the release of Guoxuan Hi-Tech's backdoor Dongyuan Electric (002074) program, Foshan Lighting (000541) finally "save the cloud to see the moon." On the 7th of 2010, Guoxuan Hi-Tech (when “Guo Xuan Limitedâ€), Foshan Lighting, which has a shareholding cost of 160 million yuan, will receive 26,285,900 shares of Dongyuan Electric as its third largest shareholder after the completion of the restructuring. If the latest closing price of the future is estimated, Foshan Lighting's stock market value has reached 531 million yuan.
Under the expectation of Dongyuan Electric's resumption of trading, Foshan Lighting's share price has risen 5.08% yesterday, closing at 13.24 yuan / share. Today, Foshan Lighting announced that the company received a written notice from the company on the 9th, Hefei Guoxuan Gaoke Power Energy Co., Ltd. (referred to as “Guo Xuan Hi-Techâ€), Guoxuan Hi-Tech’s draft of the listing of Dongyuan Electric has been reviewed and approved by Dongyuan Electric’s board of directors. . Foshan Lighting currently holds a 14.84% stake in Guoxuan Hi-Tech.
According to the reorganization plan of Dongyuan Electric, Foshan Lighting currently holds 30 million shares of Guoxuan High-Tech, accounting for 14.84% of the total share capital of the latter, and is the second largest shareholder of Guoxuan Hi-Tech. In this transaction in which Dongyuan Electric issued shares to purchase assets, the corresponding transaction price of shares held by Foshan Lighting was 497 million yuan; after the completion of the restructuring, Foshan Lighting will receive 72,685,900 shares of Dongyuan Electric, with a shareholding ratio of 8.42%. Second only to the third largest shareholder of the listed company after Zhuhai Guoxuan, the new controlling shareholder of Dongyuan Electric, and Li Wei, the new real controller.
Foshan Lighting acquired a 20% stake in Guoxuan Hi-Tech (when “Guo Xuan Limitedâ€) held by Guoxuan Hi-Tech Marketing Planning Co., Ltd. in July 2010 for 160 million yuan. Since then, Guoxuan Hi-Tech has been diluted and replenished several times. With the equity transfer, the shareholding ratio of Foshan Lighting has dropped to 14.84%, and the shareholding cost has been maintained at 160 million yuan. If calculated by the cost method, Foshan Lighting's transaction consideration of 497 million yuan is net profit of 337 million yuan compared with the shareholding cost; if estimated from the market value, Dongyuan Electric will receive 7.3 yuan/share before the suspension of trading, Foshan Lighting won The total market value of 7268.59 million shares is about 531 million yuan, and the net profit is about 371 million yuan.
In fact, Foshan Lighting almost missed the listing feast of Guoxuan Hi-Tech. After being acquired by Foshan Lighting, Guoxuan Hi-Tech's 2010 and 2011 results are still “awesomeâ€, with a profit of 28.38 million and 48.5 million yuan respectively, a year-on-year increase of 525% and 70.9% respectively, but in 2012, Guoxuan Hi-Tech top 5 The first quarterly loss occurred.
In August of that year, Foshan Lighting planned to transfer 17.21% equity (after dilution of the capital increase) held by Guoxuan Hi-Tech (when the capital increase was diluted) to Xiamen Jingdao Tianneng Power Equity Investment Partnership and Anhui Ou Qing Haitai Investment. The partnership company is priced at 256 million yuan. At that time, the evaluation was based on December 31, 2011, and the market law was used to evaluate the results. The results of the market law evaluation of Guoxuan Limited's total shareholders' equity on December 31, 2011 and related conditions were 1.238 billion yuan, and the book value was 2.86. 100 million yuan, the value-added rate is 333.17%; the estimated value of 17.21% of the shares corresponding to Guoxuan is 213 million yuan.
As Foshan Lighting owns other new energy companies such as Foshan Lithium Energy and other issues with Guoxuan Hi-Tech, the above-mentioned equity transfer has attracted the attention of the Shenzhen Stock Exchange, requiring it to explain the six major problems of competition in the same industry and performance against gambling. In addition, the company's board of directors and Guoxuan Hi-Tech have disagreement on the compensation arrangements for which the performance commitments have not been completed. The company's board of directors rejected the equity transfer.
The magic is that Guoxuan Hi-Tech's performance in the second half of 2012 has grown by leaps and bounds, winning consecutive orders for 200 electric buses for Ankai Bus (000868), and orders for 4000 electric vehicles for Jianghuai Automobile (600418). In a single year, the company achieved a profit of 319 million yuan and completed its profit commitment.
Nowadays, it seems that the failure of the transfer in 2012 is really "the loss of the horse, and it is a blessing."
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